Community Health Systems, Inc. (NYSE: CYH) today announced financial and operating results for the three and nine months ended September 30, 2007.
As previously announced, on July 25, 2007, the Company completed its acquisition of Triad Hospitals, Inc. (“Triad”). Financial and statistical data reported in this earnings release includes Triad’s operating results from July 25, 2007, the date of the completion of Triad acquisition. Prior period consolidated results and statistical data reflect only Community Health Systems, Inc. and its subsidiaries for the period prior to the Triad acquisition. Same-store operating results and statistical data includes comparable information for hospitals acquired from Triad for the months of August and September 2007 and 2006.
Net operating revenues for the quarter ended September 30, 2007, totaled $2.352 billion, a 110.4% increase compared with $1.118 billion for the same period last year. Income from continuing operations increased 76.1% to $16.3 million, or $0.17 per share (diluted), on 94.8 million weighted average shares outstanding for the quarter ended September 30, 2007, compared with $9.2 million, or $0.10 per share (diluted), on 95.3 million weighted average shares outstanding for the same period last year. Income from continuing operations for the third quarter ended September 30, 2007, was reduced by an after-tax charge of $17.5 million, or $0.18 per share (diluted), from the early extinguishment of debt related to the refinancing of the Company’s credit agreement in connection with the Triad acquisition. Net income increased 26.9% to $10.5 million, or $0.11 per share (diluted), compared with $8.2 million, or $0.09 per share (diluted), for the same period last year. Discontinued operations consisted of an after-tax loss of approximately $5.8 million, or $0.06 per share (diluted), related to three hospitals being held for sale and the sale of a hospital partnership interest. Continuing operating results and statistical data exclude discontinued operations for all periods presented.
Adjusted EBITDA for the third quarter of 2007 was $303.6 million, compared with $92.5 million for the same period last year, representing a 228.3% increase. Adjusted EBITDA is EBITDA adjusted to exclude discontinued operations and minority interest in earnings. The Company uses adjusted EBITDA as a measure of liquidity. Net cash provided by operating activities for the third quarter of 2007 was $188.7 million, compared with $61.0 million for the same period last year.
The consolidated financial results for the quarter ended September 30, 2007, reflect a 71.3% increase in total admissions compared with the same period last year. This increase is primarily attributable to hospitals acquired during 2007 and 2006, including the Triad acquisition. On a same-store basis, admissions decreased 3.0% and adjusted admissions decreased 0.6%, compared with the same period last year. On a same-store basis, net operating revenues increased 5.7%, compared with the same period last year.
The consolidated financial results for the three and nine months ended September 30, 2006, include the change in estimate of the Company’s allowance for doubtful accounts which was recorded in the third quarter ended September 30, 2006, as previously disclosed. The effect of this change resulted in a $65.0 million increase in the Company’s allowance for doubtful accounts on its September 30, 2006, balance sheet and a corresponding $65.0 million pre-tax increase to the provision for bad debts, which reduced adjusted EBITDA by $65.0 million and income from continuing operations by $40.0 million, or $0.42 per share (diluted), for the quarter ended September 30, 2006, and $0.41 per share (diluted) for the nine months ended September 30, 2006.
Net operating revenues for the nine months ended September 30, 2007, totaled $4.793 billion, a 50.1% increase compared with $3.192 billion for the same period last year. Income from continuing operations increased 3.9% to $124.4 million compared with $119.7 million for the same period last year. Income from continuing operations increased to $1.32 per share (diluted) on 94.6 million weighted average shares outstanding compared to $1.24 per share (diluted) on 96.8 million weighted average shares outstanding for the same period last year, and was reduced by an after-tax charge of $0.19 per share (diluted) for the nine months ended September 30, 2007, from early extinguishment of debt related to the refinancing of the Company’s credit agreement in connection with the Triad acquisition. Net income increased to $118.5 million, or $1.25 per share (diluted), for the nine months ended September 30, 2007, compared with $114.6 million, or $1.19 per share (diluted), for the same period last year.
Adjusted EBITDA for the nine months ended September 30, 2007, was $645.8 million, compared with $408.4 million for the same period last year, representing a 58.1% increase. Net cash provided by operating activities for the nine months ended September 30, 2007, was $404.7 million, compared with $268.1 million for the same period last year.
The consolidated financial results for the nine months ended September 30, 2007, reflect a 32.6% increase in total admissions compared with the same period last year. This increase is primarily attributable to hospitals acquired during 2007 and 2006, including the Triad acquisition. On a same-store basis, admissions decreased 1.2% and adjusted admissions were flat, compared with the same period last year. On a same-store basis, net operating revenues increased 5.5%, compared with the same period last year.
“These results include the operations of Triad since the completion of the Triad acquisition on July 25, 2007,” said Wayne T. Smith, chairman, president and chief executive officer. “While we are pleased with the progress made in just a few short months, there is much left to be accomplished and our management team continues to work diligently to integrate the Triad hospital operations. I strongly believe that this will be a winning transaction for our shareholders.”
During 2007, the Company completed the acquisition of Triad Hospitals, Inc. as well as the acquisition of two single hospitals in Ruston, Louisiana, and Valparaiso, Indiana. On October 10, 2007, the Company announced the execution of a definitive agreement to acquire substantially all of the assets of Empire Health Services, located in Spokane, Washington. This system includes two full-service acute care hospitals, Deaconess Medical Center (388 licensed beds) and Valley Hospital and Medical Center (123 licensed beds), as well as outpatient and ancillary services. Closing is expected to occur in the first quarter of 2008.
“Community Health Systems has a proven track record for finding suitable hospitals and successfully assimilating these facilities into our system,” added Smith. “With the completion of the Triad acquisition, we have significantly enhanced the scope of our operations and geographic diversity. We remain focused on the key areas for success in our business – an effective centralized and standardized operating platform, effective cost management, a successful physician recruitment program and a favorable reputation in the marketplace – as we continue to move Community Health Systems forward into 2008.”
Included on pages 12, 13 and 14 of this press release is a table setting forth the Company’s initial 2008 guidance.
Located in the Nashville, Tennessee, suburb of Franklin, Community Health Systems, Inc. is the largest publicly-traded hospital company in the United States and a leading operator of general acute care hospitals in non-urban and mid-size markets throughout the country. Through its subsidiaries, the Company currently owns, leases or operates approximately 128 hospitals in 28 states and one hospital in Republic of Ireland, with an aggregate of approximately 19,200 licensed beds. Its hospitals offer a broad range of inpatient medical and surgical services, outpatient treatment and skilled nursing care. In addition, through its QHR subsidiary, the Company provides management and consulting services to non-affiliated general acute care hospitals located throughout the United States. Shares in Community Health Systems, Inc. are traded on the New York Stock Exchange under the symbol “CYH.”
Community Health Systems, Inc. will hold a conference call to discuss this press release on Wednesday, October 31, 2007, at 9:30 a.m. Central, 10:30 p.m. Eastern. Investors will have the opportunity to listen to a live internet broadcast of the conference call by clicking on the Investor Relations link of the Company’s website at www.chs.net, or at www.earnings.com. To listen to the live call, please go to the website at least fifteen minutes early to register, download, and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available shortly after the call and continue through November 30, 2007. A copy of the Company’s Form 8-K (including this press release) and conference call slide show will also be available on the Company’s website at www.chs.net.
Statements contained in this news release regarding expected operating results, acquisition transactions and other events are forward-looking statements that involve risk and uncertainties. Actual future events or results may differ materially from these statements.Readers are referred to the documents filed by Community Health Systems, Inc. with the Securities and Exchange Commission, including the Company’s annual report on Form 10-K and, current reports on Form 8-K and quarterly reports on Form 10-Q. These filings identify important risk factors and other uncertainties that could cause actual results to differ from those contained in the forward-looking statements. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES Financial Highlights (a)(b) (In thousands, except per share amounts) (Unaudited) | ||||||||||||
| Three Months Ended | Nine Months Ended | |||||||||||
| September 30, | September 30, | |||||||||||
2007(c) | 2006 | 2007(c) | 2006 | |||||||||
| Net operating revenues | $ | 2,352,087 | $ | 1,117,859 | $ | 4,792,708 | $ | 3,192,305 | ||||
| Adjusted EBITDA (d) | $ | 303,594 | $ | 92,482 | $ | 645,772 | $ | 408,437 | ||||
| Income from continuing operations | $ | 16,270 | $ | 9,241 | $ | 124,407 | $ | 119,748 | ||||
| Net income | $ | 10,460 | $ | 8,241 | $ | 118,547 | $ | 114,648 | ||||
Income from continuing operations per share - basic | $ | 0.17 | $ | 0.10 | $ | 1.33 | $ | 1.25 | ||||
Income from continuing operations per share - diluted | $ | 0.17 | $ | 0.10 | $ | 1.32 | $ | 1.24 | ||||
| Net income per share - basic | $ | 0.11 | $ | 0.09 | $ | 1.27 | $ | 1.20 | ||||
| Net income per share - diluted | $ | 0.11 | $ | 0.09 | $ | 1.25 | $ | 1.19 | ||||
Weighted-average number of shares outstanding - basic | 93,652 | 94,119 | 93,468 | 95,471 | ||||||||
Weighted-average number of shares outstanding - diluted | 94,842 | 95,259 | 94,563 | 96,768 | ||||||||
| Net cash provided by operating activities | $ | 188,662 | $ | 61,005 | $ | 404,650 | $ | 268,051 | ||||
For footnotes, see page 11. | ||||||||||||
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Income (a)(b) (In thousands, except per share amounts) (Unaudited) | |||||||||||||
Three Months Ended | |||||||||||||
| September 30, | |||||||||||||
| 2007 | 2006 | ||||||||||||
| Amount | % of Net | Amount | % of Net | ||||||||||
| Net operating revenues | $ | 2,352,087 | 100.0 | % | $ | 1,117,859 | 100.0 | % | |||||
| Operating costs and expenses: | |||||||||||||
| Salaries and benefits | 951,500 | 40.5 | % | 447,655 | 40.0 | % | |||||||
| Provision for bad debts | 279,604 | 11.9 | % | 191,083 | 17.1 | % | |||||||
| Supplies | 318,506 | 13.5 | % | 129,427 | 11.6 | % | |||||||
| Other operating expenses | 464,127 | 19.7 | % | 233,304 | 20.9 | % | |||||||
| Rent | 49,060 | 2.1 | % | 23,908 | 2.1 | % | |||||||
Equity in earnings of unconsolidated affiliates | (14,304 | ) | -0.6 | % | - | 0.0 | % | ||||||
| Depreciation and amortization | 106,435 | 4.5 | % | 49,535 | 4.4 | % | |||||||
| Minority interest in earnings | 4,511 | 0.2 | % | 601 | 0.1 | % | |||||||
| Total operating costs and expenses | 2,159,439 | 91.8 | % | 1,075,513 | 96.2 | % | |||||||
| Income from operations | 192,648 | 8.2 | % | 42,346 | 3.8 | % | |||||||
| Interest expense, net | 139,507 | 5.9 | % | 27,494 | 2.5 | % | |||||||
| Loss from early extinguishment of debt | 27,291 | 1.2 | % | - | 0.0 | % | |||||||
Income from continuing operations before income taxes | 25,850 | 1.1 | % | 14,852 | 1.3 | % | |||||||
| Provision for income taxes | 9,580 | 0.4 | % | 5,611 | 0.5 | % | |||||||
| Income from continuing operations | 16,270 | 0.7 | % | 9,241 | 0.8 | % | |||||||
| Discontinued operations, net of taxes: | |||||||||||||
Loss from operations of hospitals held for sale and sale of partnership interest (e) | (3,382 | ) | -0.1 | % | (1,000 | ) | -0.1 | % | |||||
| Loss on sale of partnership interest | (2,428 | ) | -0.1 | % | - | 0.0 | % | ||||||
| Loss on discontinued operations | (5,810 | ) | -0.2 | % | (1,000 | ) | -0.1 | % | |||||
| Net income | $ | 10,460 | 0.5 | % | $ | 8,241 | 0.7 | % | |||||
Income from continuing operations per share - basic | $ | 0.17 | $ | 0.10 | |||||||||
Income from continuing operations per share - diluted | $ | 0.17 | $ | 0.10 | |||||||||
| Net income per share - basic | $ | 0.11 | $ | 0.09 | |||||||||
| Net income per share - diluted | $ | 0.11 | $ | 0.09 | |||||||||
Weighted-average number of shares outstanding: | |||||||||||||
| Basic | 93,652 | 94,119 | |||||||||||
| Diluted | 94,842 | 95,259 | |||||||||||
Weighted-average number of shares outstanding - basic | 93,652 | 94,119 | |||||||||||
| Add effect of dilutive securities: | |||||||||||||
| Stock awards | 1,190 | 1,140 | |||||||||||
Weighted-average number of shares outstanding - diluted | 94,842 | 95,259 | |||||||||||
For footnotes, see page 11. | |||||||||||||
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Income (a)(b) (In thousands, except per share amounts) (Unaudited) | ||||||||||||||
| Nine Months Ended | ||||||||||||||
| September 30, | ||||||||||||||
| 2007 | 2006 | |||||||||||||
| Amount | % of Net | Amount | % of Net | |||||||||||
| Net operating revenues | $ | 4,792,708 | 100.0 | % | $ | 3,192,305 | 100.0 | % | ||||||
| Operating costs and expenses: | ||||||||||||||
| Salaries and benefits | 1,928,236 | 40.2 | % | 1,270,386 | 39.8 | % | ||||||||
| Provision for bad debts | 561,770 | 11.7 | % | 411,910 | 12.9 | % | ||||||||
| Supplies | 603,886 | 12.6 | % | 376,288 | 11.8 | % | ||||||||
| Other operating expenses | 965,011 | 20.2 | % | 655,742 | 20.5 | % | ||||||||
| Rent | 102,337 | 2.1 | % | 69,542 | 2.2 | % | ||||||||
| Equity in earnings of unconsolidated affiliates | (14,304 | ) | -0.3 | % | - | 0.0 | % | |||||||
| Depreciation and amortization | 210,406 | 4.4 | % | 138,616 | 4.3 | % | ||||||||
| Minority interest in earnings | 5,329 | 0.1 | % | 1,669 | 0.1 | % | ||||||||
| Total operating costs and expenses | 4,362,671 | 91.0 | % | 2,924,153 | 91.6 | % | ||||||||
| Income from operations | 430,037 | 9.0 | % | 268,152 | 8.4 | % | ||||||||
| Interest expense, net | 201,066 | 4.2 | % | 73,151 | 2.3 | % | ||||||||
| Loss from early extinguishment of debt | 27,291 | 0.6 | % | - | 0.0 | % | ||||||||
Income from continuing operations before income taxes | 201,680 | 4.2 | % | 195,001 | 6.1 | % | ||||||||
| Provision for income taxes | 77,273 | 1.6 | % | 75,253 | 2.4 | % | ||||||||
| Income from continuing operations | 124,407 | 2.6 | % | 119,748 | 3.7 | % | ||||||||
| Discontinued operations, net of taxes: | ||||||||||||||
Loss from operations of hospitals held for sale and sale of partnership interest (e) | (3,432 | ) | -0.1 | % | (2,541 | ) | 0.0 | % | ||||||
| Loss on sale of hospital and partnership interest | (2,428 | ) | 0.0 | % | (2,559 | ) | -0.1 | % | ||||||
| Loss on discontinued operations | (5,860 | ) | -0.1 | % | (5,100 | ) | -0.1 | % | ||||||
| Net income | $ | 118,547 | 2.5 | % | $ | 114,648 | 3.6 | % | ||||||
| Income from continuing operations per share-basic | $ | 1.33 | $ | 1.25 | ||||||||||
| Income from continuing operations per share-diluted | $ | 1.32 | $ | 1.24 | ||||||||||
| Net income per share - basic | $ | 1.27 | $ | 1.20 | ||||||||||
| Net income per share - diluted | $ | 1.25 | $ | 1.19 | ||||||||||
Weighted-average number of shares outstanding: | ||||||||||||||
| Basic | 93,468 | 95,471 | ||||||||||||
| Diluted | 94,563 | 96,768 | ||||||||||||
| Net Income per share calculation: | ||||||||||||||
| Net income | $ | 118,547 | $ | 114,648 | ||||||||||
| Add - Convertible notes interest, net of taxes | - | 135 | ||||||||||||
| Adjusted net income | $ | 118,547 | $ | 114,783 | ||||||||||
Weighted-average number of shares outstanding - basic | 93,468 | 95,471 | ||||||||||||
| Add effect of dilutive securities: | ||||||||||||||
| Stock awards | 1,095 | 1,103 | ||||||||||||
| Convertible notes | - | 194 | ||||||||||||
Weighted-average number of shares outstanding - diluted | 94,563 | 96,768 | ||||||||||||
For footnotes, see page 11. | ||||||||||||||
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES Selected Operating Data ($ in thousands) (Unaudited) | ||||||||||||||||
| For the Three Months Ended September 30, | ||||||||||||||||
| Consolidated | Same-Store | |||||||||||||||
| 2007 | 2006 | % Change | 2007 | 2006 | % Change | |||||||||||
| Number of hospitals (at end of period) | 125 | 74 | 120 | 120 | ||||||||||||
| Licensed beds (at end of period) | 18,553 | 8,849 | 17,738 | 17,730 | ||||||||||||
| Beds in service (at end of period) | 11,722 | 7,112 | 15,045 | 14,957 | ||||||||||||
| Admissions | 141,847 | 82,821 | 71.3% | 135,197 | 139,321 | -3.0% | ||||||||||
| Adjusted admissions | 263,136 | 155,379 | 69.4% | 249,813 | 251,245 | -0.6% | ||||||||||
| Patient days | 598,042 | 333,364 | 79.3% | 570,446 | 593,844 | -3.9% | ||||||||||
| Average length of stay (days) | 4.2 | 4.0 | 4.2 | 4.3 | ||||||||||||
| Occupancy rate (average beds in service) | 55.5% | 51.0% | 49.8% | 52.2% | ||||||||||||
| Net operating revenues | $ | 2,352,087 | $ | 1,117,859 | 110.4% | $ | 2,131,988 | $ | 2,017,004 | 5.7% | ||||||
Net inpatient revenue as a % of total net operating revenues | 49.3% | 49.3% | 49.6% | 51.1% | ||||||||||||
Net outpatient revenue as a % of total net operating revenues | 48.6% | 49.5% | 48.2% | 46.6% | ||||||||||||
| Income from operations | $ | 192,648 | $ | 42,346 | 354.9% | $ | 182,230 | $ | 125,494 | 45.2% | ||||||
Income from operations as a % of net operating revenues | 8.2% | 3.8% | 8.5% | 6.2% | ||||||||||||
| Depreciation and amortization | $ | 106,435 | $ | 49,535 | $ | 97,094 | $ | 90,970 | ||||||||
| Minority interest in earnings | $ | 4,511 | $ | 601 | $ | 4,271 | $ | 6,923 | ||||||||
| Liquidity Data: | ||||||||||||||||
| Adjusted EBITDA | $ | 303,594 | $ | 92,482 | 228.3% | |||||||||||
Adjusted EBITDA as a % of net operating revenues | 12.9% | 8.3% | ||||||||||||||
| Net cash provided by operating activities | $ | 188,662 | $ | 61,005 | ||||||||||||
Net cash provided by operating activities as a % of net operating revenue | 8.0% | 5.5% | ||||||||||||||
| ||||||||||||||||
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES Selected Operating Data ($ in thousands) (Unaudited) | ||||||||||||||||
| For the Nine Months Ended September 30, | ||||||||||||||||
| Consolidated | Same-Store | |||||||||||||||
| 2007 | 2006 | % Change | 2007 | 2006 | % Change | |||||||||||
| Number of hospitals (at end of period) | 125 | 74 | 120 | 120 | ||||||||||||
| Licensed beds (at end of period) | 18,553 | 8,849 | 17,738 | 17,730 | ||||||||||||
| Beds in service (at end of period) | 9,302 | 7,112 | 15,045 | 14,957 | ||||||||||||
| Admissions | 316,530 | 238,677 | 32.6% | 291,527 | 295,017 | -1.2% | ||||||||||
| Adjusted admissions | 588,079 | 443,657 | 32.6% | 539,006 | 539,192 | 0.0% | ||||||||||
| Patient days | 1,312,039 | 983,030 | 33.5% | 1,211,670 | 1,243,240 | -2.5% | ||||||||||
| Average length of stay (days) | 4.1 | 4.1 | 4.2 | 4.2 | ||||||||||||
| Occupancy rate (average beds in service) | 51.7% | 53.4% | 51.8% | 53.6% | ||||||||||||
| Net operating revenues | $ | 4,792,708 | $ | 3,192,305 | 50.1% | $ | 4,314,139 | $ | 4,089,553 | 5.5% | ||||||
Net inpatient revenue as a % of total net operating revenues | 49.3% | 49.9% | 49.5% | 50.7% | ||||||||||||
Net outpatient revenue as a % of total net operating revenues | 49.1% | 48.8% | 48.8% | 47.5% | ||||||||||||
| Income from operations | $ | 430,037 | $ | 268,152 | 60.3% | $ | 407,590 | $ | 350,470 | 16.3% | ||||||
Income from operations as a % of net operating revenues | 9.0% | 8.4% | 9.4% | 8.6% | ||||||||||||
| Depreciation and amortization | $ | 210,406 | $ | 138,616 | $ | 190,780 | $ | 179,931 | ||||||||
| Minority interest in earnings | $ | 5,329 | $ | 1,669 | $ | 5,089 | $ | 7,991 | ||||||||
| Liquidity Data: | ||||||||||||||||
| Adjusted EBITDA | $ | 645,772 | $ | 408,437 | 58.1% | |||||||||||
Adjusted EBITDA as a % of net operating revenues | 13.5% | 12.8% | ||||||||||||||
| Net cash provided by operating activities | $ | 404,650 | $ | 268,051 | ||||||||||||
Net cash provided by operating activities as a % of net operating revenue | 8.4% | 8.4% | ||||||||||||||
| ||||||||||||||||
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (b) ($ in thousands, except share data) (Unaudited) | ||||||||
| September 30, | December 31, | |||||||
| 2007 | 2006 | |||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 118,855 | $ | 40,566 | ||||
Patient accounts receivable, net of allowance for doubtful accounts of $1,001,570 and $478,565 at September 30, 2007 and December 31, 2006, respectively | 1,829,605 | 773,984 | ||||||
| Supplies | 274,455 | 113,320 | ||||||
| Deferred income taxes | 53,157 | 13,249 | ||||||
| Prepaid expenses and taxes | 200,374 | 32,385 | ||||||
| Other current assets | 233,338 | 47,880 | ||||||
| Total current assets | 2,709,784 | 1,021,384 | ||||||
| Property and equipment | 6,670,291 | 2,630,366 | ||||||
| Less accumulated depreciation and amortization | (792,871 | ) | (643,789 | ) | ||||
| Property and equipment, net | 5,877,420 | 1,986,577 | ||||||
| Goodwill | 4,046,813 | 1,336,525 | ||||||
| Other assets, net | 804,680 | 162,093 | ||||||
| Total assets | $ | 13,438,697 | $ | 4,506,579 | ||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
| Current liabilities | ||||||||
| Current maturities of long-term debt | $ | 79,346 | $ | 35,396 | ||||
| Accounts payable | 505,700 | 247,747 | ||||||
| Current income taxes payable | - | 7,626 | ||||||
| Accrued interest | 93,154 | 7,122 | ||||||
| Accrued liabilities | 711,308 | 277,392 | ||||||
| Total current liabilities | 1,389,508 | 575,283 | ||||||
| Long-term debt | 9,083,383 | 1,905,781 | ||||||
| Deferred income taxes | 329,409 | 141,472 | ||||||
| Other long-term liabilities | 789,484 | 160,370 | ||||||
| Stockholders' equity | ||||||||
Preferred stock, $.01 par value per share, 100,000,000 shares authorized; none issued | - | - | ||||||
Common stock, $.01 par value per share, 300,000,000 shares authorized; 96,579,924 shares issued and 95,604,375 shares outstanding at September 30, 2007 and 95,026,494 shares issued and 94,050,945 shares outstanding at December 31, 2006 | 966 | 950 | ||||||
| Additional paid-in capital | 1,227,623 | 1,195,947 | ||||||
Treasury stock, at cost, 975,549 shares at September 30, 2007 and December 31, 2006 | (6,678 | ) | (6,678 | ) | ||||
| Accumulated other comprehensive income (loss) | (21,201 | ) | 5,798 | |||||
| Retained earnings | 646,203 | 527,656 | ||||||
| Total stockholders' equity | 1,846,913 | 1,723,673 | ||||||
| Total liabilities and stockholders' equity | $ | 13,438,697 | $ | 4,506,579 | ||||
For footnotes, see page 11. | ||||||||
COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (b) (In thousands) (Unaudited) | |||||||
| Nine Months Ended | |||||||
| September 30, | |||||||
| 2007 | 2006 | ||||||
| Cash flows from operating activities | |||||||
| Net income | $ | 118,547 | $ | 114,648 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
| Depreciation and amortization | 210,406 | 139,640 | |||||
| Minority interest in earnings | 5,329 | 1,669 | |||||
| Stock-based compensation expense | 25,514 | 14,559 | |||||
| Excess tax benefits relating to stock-based compensation | (2,275 | ) | (6,589 | ) | |||
| Loss on early extinguishment of debt | 27,291 | - | |||||
| Loss on sale of hospital and partnership interest | 3,735 | 3,937 | |||||
| Other non-cash expenses, net | 1,820 | 37 | |||||
Changes in operating assets and liabilities, net of effects of acquisitions and divestitures: | |||||||
| Patient accounts receivable | (53,585 | ) | (53,688 | ) | |||
| Supplies, prepaid expenses and other current assets | 8,519 | (4,594 | ) | ||||
| Accounts payable, accrued liabilities and income taxes | 45,750 | 55,985 | |||||
| Other | 13,599 | 2,447 | |||||
| Net cash provided by operating activities | 404,650 | 268,051 | |||||
| Cash flows from investing activities | |||||||
| Acquisitions of facilities and other related equipment | (6,982,099 | ) | (317,387 | ) | |||
| Purchases of property and equipment | (278,543 | ) | (158,598 | ) | |||
| Disposition of hospital and other ancillary operations | 12,962 | 750 | |||||
| Proceeds from sale of equipment | 601 | 4,312 | |||||
| Increase in other assets | (66,025 | ) | (29,460 | ) | |||
| Net cash used in investing activities | (7,313,104 | ) | (500,383 | ) | |||
| Cash flows from financing activities | |||||||
| Proceeds from exercise of stock options | 7,804 | 12,585 | |||||
| Excess tax benefits relating to stock-based compensation | 2,275 | 6,589 | |||||
| Stock buy-back | - | (137,666 | ) | ||||
| Deferred financing costs | (189,621 | ) | (8 | ) | |||
| Redemption of convertible notes | - | (128 | ) | ||||
| Proceeds from minority investors in joint ventures | 1,188 | 5,290 | |||||
| Redemption of minority investments in joint ventures | (1,339 | ) | (915 | ) | |||
| Distributions to minority investors in joint ventures | (2,774 | ) | (2,642 | ) | |||
| Borrowings under credit agreement | 9,233,331 | 479,000 | |||||
| Repayments of long-term indebtedness | (2,064,121 | ) | (220,437 | ) | |||
| Net cash provided by financing activities | 6,986,743 | 141,668 | |||||
| Net change in cash and cash equivalents | 78,289 | (90,664 | ) | ||||
| Cash and cash equivalents at beginning of period | 40,566 | 104,108 | |||||
| Cash and cash equivalents at end of period | $ | 118,855 | $ | 13,444 | |||
For footnotes, see page 11. | |||||||
Footnotes to Financial Statements
(a) Continuing operating results exclude discontinued operations for all periods presented.
(b) In conjunction with integrating the former Triad hospitals into the Company, we are currently evaluating and comparing the accounting policies used by those hospitals and estimation methodologies used by the former management of Triad to those used by Community Health Systems, Inc. Differences are likely to result in our selection of a conforming policy or methodology. Changes in reserve balances or asset values resulting from the selection of a conforming policy or methodology could be material and will generally be adjusted through earnings in the period of the change. We are also continuing to analyze the fair value of the assets and liabilities acquired in the Triad acquisition to finalize the purchase price allocation for the Triad acquisition. We anticipate being substantially complete with these reviews by the end of 2007.
(c) For accounting purposes, the effective date of the Triad acquisition is deemed to be July 25, 2007.
(d) EBITDA consists of income before interest, income taxes, and depreciation and amortization. Adjusted EBITDA is EBITDA adjusted to exclude discontinued operations and minority interest in earnings. The Company has from time to time sold minority interests in certain of its subsidiaries or acquired subsidiaries with existing minority interest ownership positions. The Company believes that it is useful to present adjusted EBITDA because it excludes the portion of EBITDA attributable to these third party interests and clarifies for investors the Company’s portion of EBITDA generated by continuing operations. The Company uses adjusted EBITDA as a measure of liquidity. The Company has included this measure because it believes it provides investors with additional information about the Company’s ability to incur and service debt and make capital expenditures. Adjusted EBITDA is the basis for a key component in the determination of the Company’s compliance with some of the covenants under the Company’s senior secured credit facility, as well as to determine the interest rate and commitment fee payable under the senior secured credit facility.
Adjusted EBITDA is not a measurement of financial performance or liquidity under generally accepted accounting principles. It should not be considered in isolation or as a substitute for net income, operating income, cash flows from operating, investing or financing activities, or any other measure calculated in accordance with generally accepted accounting principles. The items excluded from adjusted EBITDA are significant components in understanding and evaluating financial performance and liquidity. This calculation of adjusted EBITDA may not be comparable to similarly titled measures reported by other companies.
The following table reconciles adjusted EBITDA, as defined, to net cash provided by operating activities as derived directly from the consolidated financial statements for the three months and nine months ended September 30, 2007 and 2006 (in thousands):
| Three Months Ended | Nine Months Ended | |||||||||||||||
| September 30, | September 30, | |||||||||||||||
| 2007 | 2006 | 2007 | 2006 | |||||||||||||
| Adjusted EBITDA | $ | 303,594 | $ | 92,482 | $ | 645,772 | $ | 408,437 | ||||||||
| Interest expense, net | (139,507 | ) | (27,494 | ) | (201,066 | ) | (73,151 | ) | ||||||||
| Provision for income taxes | (9,580 | ) | (5,611 | ) | (77,273 | ) | (75,253 | ) | ||||||||
Loss from operations of hospital held for sale and sale of partnership interest, net of taxes | (3,382 | ) | (1,000 | ) | (3,432 | ) | (2,541 | ) | ||||||||
| Other non-cash expenses, net | 15,259 | 6,074 | 26,366 | 10,409 | ||||||||||||
Net changes in operating assets and liabilities, net of effects of acquisitions | 22,278 | (3,446 | ) | 14,283 | 150 | |||||||||||
| Net cash provided by operating activities | $ | 188,662 | $ | 61,005 | $ | 404,650 | $ | 268,051 | ||||||||
(e) Included in discontinued operations are the following:
Regulation FD Disclosure
The following table sets forth selected information concerning the Company’s initial projected consolidated operating results for the year ending December 31, 2008. This projection is based on the Company’s historical operating performance, current trends and other assumptions that the Company believes are reasonable at this time.
The following is provided as guidance to analysts and investors:
|
Initial
2008 Projection Range | ||||||||||
| Net operating revenues (in millions) | $ | 11,800 | to | $ | 12,000 | |||||
| Adjusted EBITDA (in millions) | $ | 1,640 | to | $ | 1,675 | |||||
| Income from continuing operations per share - diluted | $ | 2.25 | to | $ | 2.45 | |||||
| Same hospitals annual admissions/adjusted admissions growth | 0.5% | to | 1.5% | |||||||
| Same hospitals annual revenue growth | 5.0% | to | 6.0% | |||||||
| Weighted average diluted shares (in millions) | 95.0 | to | 96.0 | |||||||
The following assumptions were used in developing the guidance provided above:
| Initial | ||||||||
| 2008 | ||||||||
| Guidance | ||||||||
| Total | $ 775 | to | $ 825 | |||||
| 2008 | ||||||||||||
| Adjusted EBITDA | $ | 1,640 | to | $ | 1,675 | |||||||
| Taxes and interest expense | (880 | ) | to | (900 | ) | |||||||
Other non-cash expenses and net changes in operating assets and liabilities | (10 | ) | to | 25 | ||||||||
| Net cash provided by operating activities | $ | 750 | to | $ | 800 | |||||||
The projections set forth in this report constitute forward-looking statements within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and the Private Securities Litigation Reform Act of 1995. Although the Company believes that these forward-looking statements are based on reasonable assumptions, these assumptions are inherently subject to significant economic and competitive uncertainties and contingencies, which are difficult or impossible to predict accurately and are beyond the control of the Company. Accordingly, the Company cannot give any assurance that its expectations will in fact occur and cautions that actual results may differ materially from those in the forward-looking statements. A number of factors could affect the future results of the Company or the healthcare industry generally and could cause the Company’s expected results to differ materially from those expressed in this filing.
These factors include, among other things:
The consolidated operating results for the quarter and nine months ended September 30, 2007, are not necessarily indicative of the results that may be experienced for any such future period or for any future fiscal year, including this fiscal year.
The Company cautions that the projections for calendar year 2008, set forth in this press release, are given as of the date hereof based on currently available information. The Company is not undertaking any obligation to update these projections as conditions change or other information becomes available.